My Little Zombie: Brains are Magic
by spidersean3
Summary: Years have past since the Infection swept throughout Equestria. The sun only hangs in the air for a few hours, the landscape is barren, and the skies are in utter chaos. A single filly searches for answers amidst Ponyville's ruins.
1. Chapter 1

**My Little Zombie: Brains are Magic**  
By spidersean  
**Chapter One**

* * *

_A Brief Forward from spidersean_

The subject matter contained within this fanfiction is not suitable for younger readers. Please bear in mind while reading that this is the first chapter of the first fanfiction that I've ever really written, so its content may not be up to par with later chapters.

I've also noticed the vast amount of zombie pony fanfictions that are becoming so popular on and . Before accusing me of being "unoriginal" or "hopping on the bandwagon," please note that the publish date for this fanfic on is October 3rd. In addition, this idea has been in my head and been worked on since July of 2011.

With that said, I sincerely thank you for taking the time to read this fic!

* * *

The meadow outside of the Everfree Forest, in contrast to the dark woods itself, was quite peaceful and calm on most days. A yellow pegasus pony casually trotted alongside the edge of the forest. There was a light breeze that graced the meadow, its tendrils gently pushing against the pony's bright pink mane. The gentle aroma of flowers wafted through the air and was met by the sound of a few buzzing cicadas.

Fluttershy heard birds singing nearby and she smiled softly to herself. She briefly wondered if the birds would be interested in joining her choir. She looked up, searching for the source of the beautiful music.

Fluttershy needed to squint and shield her eyes from the sun's shining brilliance. It shone brighter than it had all week and there wasn't a cloud in the vivid blue sky. She made a quick mental note to thank the other pegasus ponies for such a beautiful day.

She shook her head a bit, focusing at her task at hoof. _I'm not here to admire the weather! I have a mission,'_ she reminded herself. _'Well, it's sort of a mission. Kind of..._Fluttershy had come here looking for any animals she could find outside the Everfree Forest. Most animals that came from the forest were usually injured or sick, due to the nature of the forest itself.

She did this every now and then, not wanting it to get too crowded at her cottage. She had quite a few animals to tend already. Still, the mere notion of leaving a poor animal in need of help behind... Fluttershy felt a shiver go down her spine.

She had already been out here for quite some time. She was about to go home when she heard a whimper not too far from her. The sunny-colored pegasus gasped, quickly galloping towards the weak cry.

On the very edge of the forest was a little ball of fur. Upon getting closer, Fluttershy discovered it was a small, brown, female rabbit. Fluttershy rushed to the rabbit's side. Her fur was matted and messy, with the occasional bald patch. She was shivering, coughing; she even felt a little clammy.

"Oh, dear. There there, Miss Rabbit. It'll be okay," Fluttershy said in her hushed, caring voice. She gingerly lifted the rabbit up with her front hoof and laid it on her back. "I'll take you to my home. We'll get you a nice warm bed and I'll do my best to make you feel all better. Does that sound like a good plan, Miss Rabbit?" Fluttershy gave the rabbit a soft smile.

The rabbit formed a weak smile in response and started to whimper its gratitude to its yellow pegasus savior, but only managed to let out a hacking cough that shook her little body. Fluttershy gasped slightly, "Oh, my!" With that, she began trotting quickly back to her cottage, careful not to let the weak bunny fall over.

Fluttershy hadn't strayed too terribly far from her home, so it only took a few minutes to bring the sick rabbit there. As the little winged pony found herself on the paved street that led to her house, she let out a soft sigh of relief. Her cottage began to come into view.

Fluttershy's cottage was cozy, small and, above all else, natural. Its roof was thatched from long dry grass and leaves, giving the cottage a squat, treelike facade. There was a dirt path that led over a gently flowing stream and raised up to the cottage's simple wooden door. Amid the various small trees and other foliage were nests, birdhouses and flowers of all kinds. Normally, everypony could see all of the different critters Fluttershy had adopted frolicking around in the sunlight.

However, this was strangely not the case, Fluttershy observed as she crossed the natural bridge. For some reason, all of the animals had gone inside when she drew close.

She didn't have the time to reflect on it for long, though. The rabbit's wheezing grew louder still, almost violent. Fluttershy's eyes widened, "Oh my! Hold on, Miss Rabbit! We're almost there!"

The rabbit attempted to give Fluttershy a pathetically weak smile, but just ended up coughing even more. Fluttershy realized that she didn't have a lot of time, and her heart began to race. She finally pushed through the front door of her home.

Her living room was simple and small; there was all of the basic furniture inside of it. The only thing that stood out about it was the occasional birdcage or small pet bed. There were a couple rugs with flower motifs laid upon its hardwood floor and there was also a flight of stairs near the center of the room that led to Fluttershy's bedroom.

Fluttershy carefully laid the sickly rabbit upon one of her green couches. The rabbit's wheezing had subsided somewhat, but her breathing was still shallow and raspy. The pegasus pony's crystal blue eyes met with the rabbit's pleading, bloodshot, brown eyes. Fluttershy pressed her hoof against the rabbit's forehead, but pulled it away in shock.

"O-Oh my! You're running quite the fever, Miss Rabbit. Hold on for just a moment, okay?" Fluttershy turned and sprinted up the stairs. Moments later she returned with a lavender blanket clutched in her teeth. She laid it on top of the rabbit gingerly, who whimpered her thanks.

Fluttershy took a moment to pause and glanced around the room. She had finally spotted where all of the other animals had run off to. Most, if not all of them, were huddled together in different corners of the room. Their eyes were all fixed upon the shivering bunny beneath the purple blanket.

Fluttershy frowned a bit. Usually the animals were more friendly towards newcomers. But she had also known about all animals' innate sense of self-preservation. Obviously, whatever the sickly bunny had was gravely serious and the other animals were not keen about catching it.

The only animal that wasn't hiding away in a corner was a small fluffy white bunny named Angel. He cautiously approached Fluttershy with a worried expression. She gave Angel a reassuring smile. The little white bunny raised an eyebrow in uneasiness while hopping onto the couch. He had been her closest companion for many years, longer than any of her other animal friends.

Angel gave Fluttershy a look that said, _'I don't like this, but I'll help you if need be.'_Fluttershy nodded and gave Angel her thanks.

"Is there anything, _anything_at all, that I can get you, Miss Rabbit?" Fluttershy turned to ask the brown bunny, exuding an air of motherly care and concern. The rabbit stuck its tongue out and licked its dry lips. Fluttershy got the hint and instantly sprinted to her kitchen and returned almost a second later with a small bowl of water. She set it carefully down next to the rabbit's head.

The rabbit leaned over and began to slowly and weakly drink. Fluttershy frowned and felt despair well up inside of her. She had dealt with several sick and injured animals before, but none so close to death. The only time it had come even close to this was when she abducted and tried to heal Princess Celestia's phoenix. Even then, Fluttershy had more time to nurse Philomena, and bunnies don't come back after they pass.

The brown bunny's eyes began to grow heavy. Her shallow breathing began to slow considerably. Fluttershy's eyes widened in panic.

"Oh no. Oh no no no..." Fluttershy said, "Oh dear, what do I do? Oh! I know, maybe I have some medicine that will help!" The pink-maned pegasus dashed off to the kitchen, frantically looking for something.

Angel leaned in to inspect the sick bunny. She had stopped wheezing and coughing as much, but she was still shivering and sweating. The white bunny folded his arms and sighed. He didn't want to imagine how devastated Fluttershy would be if this newcomer died, which looked like a strong possibility by that point.

"Argh!" shouted a voice from the kitchen that brought Angel's train of thought to a halt. Fluttershy sped back into the room.

"I've run all out of rabbit medicine," Fluttershy said quickly, "I have to run to the market to get some more. I'll be right back, Miss Rabbit. Angel, please look after her while I'm gone."

With that, Fluttershy flung open the front door and flew off. Angel swore that she was moving quicker than Rainbow Dash usually did. He turned his attention back to the little brown rabbit that was causing so much trouble.

Angel stopped cold. The other rabbit wasn't coughing, wheezing, shivering, or sweating anymore. In fact, she wasn't even breathing. Angel's eyes widened and his little stomach did a somersault.

Angel began to frantically fan the other rabbit with his paws, hoping that it would spontaneously revive her. When it yielded no results, he grabbed the bowl of water next to the rabbit and dumped it on her head, hoping the shock would wake her up.

Still no response. Tossing aside the bowl, Angel grabbed the rabbit by the shoulders and shook her. He slapped her across the face a couple times. Nothing. He let go of her and took a step back. His mind raced and he began to hyperventilate. The rabbit next to him had suddenly bolted up right with her eyes still closed, nearly making Angel jump at least two feet out of his skin. His surprise was instantaneously replaced with a deep sense of relief.

The brown rabbit's eyelids tore open to reveal glossy milky white orbs. Angel paled and his stomach did more somersaults.

* * *

The crowded streets of Ponyville boomed with vivacity. Shops lined the streets and merchants hollered from their stalls. The lively hustle and bustle of the town made Lyra and Bon-Bon, two fillies who were the closest of friends, smile. They both preferred the busier parts of Ponyville.

They were on their way to the market to pick up groceries for the evening, as the cream-colored Bon-Bon's growling belly reminded them. Her teal unicorn friend, however, stopped and tilted her head at a most peculiar sight. Bon-Bon's cyan eyes followed Lyra's orange-colored gaze and found Fluttershy rushing out of the market place with a bag of assorted medicine. The pair had known Fluttershy was a nervous pony, but she was acting more so than usual.

"Hey Fluttershy, what's with the ba-" Lyra had started, approaching the pony.

"Oh! Er, hey girls. I'm, uh, I'm really sorry. But I'm kind of in the middle of something very, um, important. Excuse me, please. I'm sorry," Fluttershy said quickly then flew off in the direction of her house.

"Hm, I wonder what that was all about," Bon-Bon turned to talk to Lyra. "Fluttershy sure seemed to be in a rush. Oh my, she appears to have dropped her bit purse as well." Bon-Bon lifted up a small green bag with a rosy bunny on it.

"Well, let's go give it back to her!" Lyra said with a grin, snatching it from Bon-Bon's hoof.

"I dunno... She did seem a bit preoccupied," Bon-Bon said, looking unsure. Her stomach rumbled. She wanted to eat more than to go on an errand for a pony they barely know. "Maybe we should wait before we bring it back," she suggested with a hopeful grin and she nodded her head ecstatically, her mane of raspberry and blueberry swirls bouncing up and down.

"Mmm, nah! It just gives me more reason to go check it out!" Lyra responded, a mischievous twinkle in her eye. She then ran off in the direction Fluttershy was heading, her fluorescent buzzsaw of sea-green silver of a mane flying behind her.

Bon-Bon realized Lyra's adventurous spirit was getting in the way of her appetite. She sighed, shook her head, and ran after Lyra.

* * *

Fluttershy had arrived at her home several minutes later. She was sweating heavily and her wings ached. It had been a long, long time since she ever had to fly that fast. She let out a sigh and pushed open the door and her eyebrow raised in suspicion the moment she stepped inside.

There were some scratch marks on the other side of the door that hadn't been there when she left. The lights were somehow turned off, the darkened room only illuminated by a few windows. The soft sunlight came through in muted shafts, somehow giving the room a sinister air.

The animals that had been cowering in the corner were no longer there. She observed that, in fact, she wasn't able to find any of the animals. Well, except for one. The little brown bunny that was now standing on the green couch on her hind legs. She was staring at the pegasus with milky white eyes.

Fluttershy felt a little unnerved by it as she set down the medicine-filled bag and opened her mouth to speak, "O-Oh, hello again, Miss Rabbit. I, um, s-see you're already up. Um, I brought you some medicine t-to help you f-feel better," She displayed the bag of medicine that the rabbit seemingly ignored. Fluttershy felt a cold bead of sweat roll down her brow, "Uh, y-you should probably lay back down. I-It's probably better for you. Th-That is, i-if it's okay with y-you."

Fluttershy had no idea why, but just the sight of the rabbit was putting her on edge. Her breath was sticking in her throat and she was getting a creeping sensation up her spine that told her something was very, very wrong. At that point, another bunny hopped out from the shadows, stood in front of the couch, and stared at her with his own glossed-over irides. This other rabbit's fur was a snowy white.

"A-A-Angel, wh-what are y-you..." Fluttershy attempted to stammer out more, but then even more creatures emerged from the shadows of the cottage. Chipmunks, squirrels, ferrets, raccoons, even a few birds came into view. They all were staring at her with milky white eyes.

Every fiber of Fluttershy's being screamed at her,_** 'RUN! LEAVE! GET OUT OF HERE!'**_But her body would not obey and she felt herself lock up in pure terror. Her heart thundered in her chest. She felt her stomach constrict and churn. She paled and her eyes grew, her pupils shrinking. She let out a frantic series of terrified whimpers.

Fluttershy watched hopelessly as her closest animal companion took a few steps closer. The brown rabbit hopped off the couch and followed Angel closely. The other animals slowly approached as well. Fluttershy felt her hooves knock over the bag of medicine as she backed against a wall and pressed against it closely. Her breathing becoming frantic and shallow.

Without warning, Angel lunged at Fluttershy, the other animals following suit. Fluttershy's eyes clenched shut and she opened her mouth to scream, but only strained air escaped her lips. She felt little jaws clamp down on her and sharp teeth tearing at her flesh. Fluttershy collapsed in a heap and began to feel the world grow dark and cold.

* * *

Bon-Bon's stomached roared in agony. It had been far too long since she and Lyra set out to return Fluttershy's bit purse. She smiled slightly when they saw Fluttershy's house not too far away, a welcome sight after such a long walk, but her tomach bellowed once more in anguish. She would argue with Lyra some more about stopping, getting a bite to eat, and then talking about this beforehand, but she quickly learned how futile an endeavor that was. Lyra had simply set her mind on it, and nothing was going to change it.

They approached the front door, which was ajar for some odd reason. They also could not find any of Fluttershy's animal friends playing outside, or Fluttershy for that matter. Bon-Bon turned to frantically shake her head and make 'We-Really-Should-Just-Leave' motions with her hooves, but found that Lyra had already gone inside.

The earth pony took a deep breath and took her first tentative steps into the cottage. The only source of light in the entirety of the cottage was a faint shaft of muted light that dimly shone through a curtained window. Bon-Bon jumped a bit when she stepped on and cracked a plastic bottle of pills. She looked down to see the bag of assorted medicine Fluttershy had earlier spilled onto the floor, along with other nick-knacks.

She heard Lyra shriek in horror nearby. Bon-Bon turned to see what the problem was and her jaw hit the floor. Her gnawing, unavoidable hunger had suddenly vanished when she saw Fluttershy slumped against a wall. Her eyes were shut and her mouth was slightly agape. Fluttershy was not breathing, nor did she give any other sign of life. Several small bite marks covered her body and she was lying in a small puddle of blood. Lyra and Bon-Bon looked at each other, their eyes wide.

Bon-Bon opened her mouth to speak when Fluttershy stirred a little. Both ponies snapped their attention to her, gripped with an instinctual terror. They watched Fluttershy get back on all four hooves, struggling as she did so. She rose her head to look at the two intruding ponies. Her eyes were milky white.

* * *

It had been years since the first infection. Nopony really knew exactly how long it had been and nopony seemed to bother keeping check anymore. The thriving village that had once been Ponyville was now ruins. Nothing there but charred husks and broken glass remained. Even the very earth and grass had taken on a deathly grayish shade, mirroring the sky.

The town was eerily quiet and still, with the exception of the clopping of hooves against a cobblestone road that echoed throughout the ruins. A single living earth pony was making her way through Ponyville. She was trotting down the village's streets that she had frequented as a young filly. Back when the world was filled with vibrant colors and life. Back when the sun shone brightly during the day for more than a few hours. Back when the skies were clear and laughter filled the air.

The pony stopped at the small, pathetic gazebo in the middle of the town square. When she observed the buildings around it, she quickly discovered it was the only structure that hadn't been burnt to its frames or viciously torn down. Even the small wooden market stands surrounding the gazebo had been broken. A stinging cold wind brushed against her rosy mess of a mane.

The filly trotted over to one of the broken stands and sighed. It was the stand her sister used to run. She used to help her on occasion, but for the most part her sister ran everything. Her sister had always been a very reliable pony. The filly rummaged slightly through the wreckage of the stall.

After a bit a shifting, she found a hat. It was made of worn tanned leather and was slightly charred. The pony gasped and gingerly lifted it by its brim. She set it down away from the wreckage and laid down next to it. She carefully nuzzled her forehead against the hat and slowly let out a few shaky, shuddering sobs. Tears began to roll out of her eyes and the sounds of her faint sobs now echoing through the sprawling ruins of Ponyville.

"...A-Applejack," Apple Bloom said between her sobs and sniffles.


	2. Chapter 2

**My Little Zombie: Brains are Magic**  
By spidersean  
**Chapter Two**

Apple Bloom was always told that one day, her cutie mark would appear on her flank. One day she'd find out what her hidden talent was and a symbol would appear on her hind-quarters to represent it. Back before the Infection hit, she was one of the few fillies in her class who didn't have a cutie mark. The other two fillies who didn't have a cutie mark yet, Scootaloo and Sweetie Belle, were easily her closest friends.

The trio, who dubbed themselves the Cutie Mark Crusaders, would do various activities in an attempt to find out what their hidden talent was. This ranged from hang gliding to carpentry, creature catching to stage performers. Every time it would end in failure, yet they would still be undaunted. Deep down, they knew that they'd get their cutie mark.

* * *

As Apple Bloom lay on the blighted ground of the desolate marketplace and wept into her sister's lightly charred and forgotten leather hat, her flank remained completely bare. When the last of her tears were shed, she lifted the leather hat with her hoof and placed it on top of her head.

Deciding it was time to do what she was instructed, Apple Bloom nudged open one of her plain brown saddlebags. She dug through it and finally found a small vial filled with a murky purple liquid. Apple Bloom popped off the cork and sighed slightly.

"Well, Twi, Ah hope you were right. Here goes nothin'," Apple Bloom muttered to herself before chugging down the entirety of the bottle. She shot up on all four hooves and started coughing. Her eyes stung and her vision swam, blurry dark spots obscuring the edges of her sight. Her stomach desperately wanted to expel the vile liquid, but this was impossible. Apple Bloom knew for a fact that, due to their anatomy, ponies are not able to vomit. At least, they're not supposed to.

Apple Bloom instead settled for collapsing onto the ground and shuddering uncontrollably. Fortunately, it only took a few moments for the agony to subside as quickly as it had arrived. There was still a pulsing pressure on the back of her skull, but she managed to shakily recollect herself.

As she turned to walk away, Apple Bloom gave the broken-down apple cart one last long look. She shook her head and began to walk away from the town square and went down a wide city street that stretched for miles. She wasn't exactly sure what was compelling her to go down that street. It was exceedingly large to accommodate for massive amounts of traveling ponies. Hundreds of happy ponies blissfully doing their day's activities. However, when it was only being used by one filly, it was incredibly lonely. Aside from the occasional pile of debris, it was completely barren.

The road itself was composed of shattered dusty cobblestone. The building wreckage that lined the street, while broken and burned, stood tall. The blackened house frames seemed to loom over the maturing filly. They towered over her and seemed to bear down upon her, making Apple Bloom shrink a little.

Apple Bloom gulped as she felt beads of sweat roll down the back of her neck. Environments like this always tended to put her on edge. A cold wind picked up, stinging against Apple Bloom's face. She grimaced slightly and looked into the direction the wind was blowing.

To her dismay, Apple Bloom found an enormous sea of pale white fog rushing to meet her. Within moments, the fog surrounded Apple Bloom and blanketed the landscape. The fog itself was incredibly thick and Apple Bloom had trouble seeing more than a meter ahead of her nose. Regardless, she pushed on. She wasn't sure she was still heading in the right direction or even where she was going, but she was determined to get there.

Suddenly, Apple Bloom's ears shot to attention and she froze in her tracks. She could swear she heard something in the distance. It sounded like faint hoofsteps. Seconds seemed to stretch into hours as she stood there, rooted to the spot and fully attentive. Just as Apple Bloom was about to dismiss it and continue walking, she heard the hoofsteps once more. They were more distinct, faster in pace, and much closer to her than last time.

Apple Bloom felt the beads of sweat form once more and the pressure on the back of her head intensified. Her heart began to race and she began to look around for something, anything to defend herself with. Her eyes frantically quickly around the road, finding only fog and broken chunks of brick and stone.

Out of the corner of her eye Apple Bloom saw something move. She gave herself whiplash trying to turn her head and get a full view of it. Through the dense white fog she could only fleetingly see a small, dark figure dash out of view. The back of of Apple Bloom's head screamed in pain and her ears began to ring. Her heart thundered in her chest and she frantically looked around her. The hoofsteps kept getting louder, but she still couldn't see anypony.

The ringing in Apple Bloom's ears and the agony persisting in the back of her head was quickly becoming too much to bear. Apple Bloom, despite her best efforts, clenched her eyes shut and grit her teeth.

_Is this mah punishment,_ the thought rang out in her mind like a bell in a raging hurricane, _For comin' back? For wantin' to know tha truth?_

A voice that cut through her thoughts asked, "Are you okay?"

Apple Bloom's head shot up and her eyes flew open in surprise. There, in the fog, stood a little filly, no more than fifteen meters away. She was positively beaming at Apple Bloom.

The filly looked to be the same age Apple Bloom was when the Infection hit; she didn't even have a cutie mark yet. She was a unicorn, her horn illuminated and cutting through the fog, and her coat was a slate gray. The filly's mane was messy, jet black, and had a cobalt bow about the same size of the filly's head. Her tail, like her mane, was messy and long. She had eyes that were large, happy ovals with pure blue irides.

"Wh-What did ya say," asked Apple Bloom, tentatively.

"Are you okay," the filly repeated, spelling it out for Apple Bloom. "It looked like you were in a lot of pain."

Apple Bloom's mouth was agape. She had spent the last few hours wandering through Ponyville and hadn't found anypony, living or dead. And now here she stood, talking to a happy little filly that came from nowhere. On top of that, the agony she was just experiencing had vanished without a trace. She silently prayed that her mind wasn't finally snapping.

"N-Nah, Ah'm fine," she told the filly, "Wh-What do you call yerself? An' what in tarnation are ya doin' out here?"

The unicorn grinned at Apple Bloom, "I could ask you the same thing!"

"Oh, er, right. Mah manners. Name's Apple Bloom," said the earth pony, taking a few cautious steps towards the unicorn to shake her hoof.

However, the unicorn giggled and started to run off when Apple Bloom approached. "Nice to meet you, Apple Bloom," the filly said, "But you're gonna have to catch me!"

Apple Bloom blinked, but grinned a little. A wave of childishness washed over any of her previous dread or hesitation. She found herself being overpowered by the mere idea and her grin widened. She should have hesitated and questioned the position she was in, but all thoughts of that nature simply and inexplicably refused to sink in. Under normal circumstances, this would have been cause for alarm, but Apple Bloom instinctively felt like she could trust this mysterious little filly.

"Hey, no fair!" Apple Bloom hollered at the filly as she gave chase, "Ya got a head-start!"

* * *

Apple Bloom ran after the gray filly for at least half an hour. Possibly even more. She was only able to get a few feet close to catching her. Occasionally, Apple Bloom would almost loose the filly in the fog or get a little lost, but every time the little unicorn would shine her horn brightly and led Apple Bloom in the right direction. It quickly became apparent to Apple Bloom that the filly wasn't just playing tag, but actually guiding her in a way.

Finally, the fog had moved on and the filly ran inside one of the few standing buildings. Apple Bloom was following her, but slowed when she noticed the building itself. It was a large bakery, styled in the manner of an enormous gingerbread house. It was charred in places, had a large hole in the roof, and covered with a thick layer of ashes. Other than that, the building was completely fine.

The building itself was Sugarcube Corner and it was once home to the most energetic of party ponies, Pinkie Pie. Apple Bloom remembered the name and winced a bit. Pinkie Pie was well-known for holding some of the best parties in all of Equestria.

Apple Bloom smiled as she remembered the night of Diamond Tiara's cute-ceañera. It was held at Sugarcube Corner and it was that night she met Sweetie Belle and Scootaloo. Apple Bloom sighed nostalgically as she pushed open the front door and went inside.

The interior of Sugarcube Corner was quite large, mostly to meet the needs of several parties. There was a counter with a service bell on it opposite the front door. The door to the kitchen and a flight of stairs leading up to Pinkie Pie's former room lay behind the counter. The building was illuminated only by the setting sun's light pouring through the window. Apple Bloom dug through her saddlebags once more, this time pulling out a small watch and laying it on the floor.

"Three thirty," Apple Bloom read with a frown, "Well, it's later than usual..."

The state of the Sugarcube Corner led much to be desired. A large amount of the paint had worn away; once saccharine and bright colors were now eroded and dull. Apple Bloom scrunched her nose up. A foul smell drifted through the air and she realized all of the sweets were now almost entirely made of mold and completely inedible.

Tables, chairs, and lamps were knocked down the floor, covered by a blanket of deflated balloons. A worn banner that read "Spring Has Sprung" hung lazily from the ceiling. Apple Bloom presumed Pinkie Pie was planning one of her parties before the Infection started. She gave the rest of room a quick glance and wasn't able to find the little filly she had been following anywhere.

A small flash of pink fluttered out of the corner of Apple Bloom's vision. She quickly turned around and found the room inexplicably starting to light up. Apple Bloom looked up, noticing the lights above her were shattered. When she looked back down, she nearly jumped out of her skin.

A spectral pink earth pony was bouncing around the room happily, a feather duster was in her mouth. She was humming a bright and cheery tune and an enormous smile was on her face. Apple Bloom scrambled towards a corner of the room, her eyes wide as saucers.

"P-P-Pinkie...? I-Is that... Really you?" Apple Bloom stammered out. The ghostly image of Pinkie Pie paid no attention to her and continued tidying up the room. She would bounce to one part of the room, dust it off, then hop off to another.

Apple Bloom watched in shock and confusion as the room start to light up even more. The paint began to fade back into existence, the wood repaired itself and polished itself to a mirror shine, and the sweets began to drain away their mold. The furniture pulled themselves back up and righted themselves.

All of this made Apple Bloom's head spin and she slumped down to the ground. Apple Bloom felt cold sweat beginning to cover her. The pulsing pressure in the back of her head grew more and more agonizing. She felt herself beginning to loose consciousness. The last thing Apple Bloom saw before she slipped into the darkness was a now completely solid Pinkie Pie bouncing towards her.

* * *

_And Now a Brief Message from spidersean_

An update? So soon?

Actually, I have the first four chapters of this fic already written. I'll be releasing them on a "I'm-Not-Doing-Anything-Right-Now-So-Why-Not" basis.

Also, I appreciate any and all feedback you guys give me. It really means a lot.

-spidersean


	3. Chapter 3

**My**** Little Zombie: Brains are Magic**  
By spidersean  
**Chapter Three**

* * *

Everypony in Ponyville knew Pinkie Pie throws the best parties in all of Equestria. Since she knew everypony in town, she was able to bring ponies together for the simplest of reasons. Often, these parties were held on an absolute whim for mundane reasons. However, the parties themselves would be far from mundane. They often stretched long into the night and half of Ponyville would show up at her front door.

That night, however, she would throw a party like none other. The Cakes, the couple who owned Sugarcube Corner, had left town for a week on urgent business. Pinkie Pie had invited all of Ponyville to her "Spring Has Sprung" party, and Pinkie Pie was going to make sure it was one of the best parties of her life.

Pinkie Pie did get a little worried about some ponies who had to cancel due to a terrible flu that's been going around, but she shrugged it off. She felt bad for the poor sick ponies, but the party would still be a success if all the other ponies showed up. As it was, Pinkie had a lot of preparing to do.

The energetic pink party pony bounced around the room with her trusty feather duster in her mouth. She was tidying up the nooks and crannies of Sugarcube Corner. She had already arranged the furniture, vacuumed the building in its entirety, hung a new banner that read "Spring Has Sprung," baked a mountain of various sweets in advanced, had another batch of cupcakes in the oven, bought a brand new radio just for the party, covered the ceiling with brightly-colored balloons, and even set up the punch bowl. And she still had so much to do!

Dusting off one of the windowsills, she took a glance outside. The sky was a perfect blue and there were only a few fluffy white clouds in the sky. Pinkie couldn't have asked for a more beautiful day for her party. She hopped away and put the feather duster on a counter.

Pinkie Pie heard a ding nearby and she gasped. "They're finally done!" she exclaimed, dashing off toward the kitchen. She hurriedly nosed the oven door open. The sweet scent of fresh baked goods flooded the room and made Pinkie salivate. She hurriedly pulled out the tray of golden brown cupcakes using a hot-pad, turned off the oven, and laid them on top of the oven. It wouldn't be long before they cooled off and she could frost them. She eagerly licked her lips just thinking about it.

Just then, Pinkie heard bells ring as the front door swung open. She poked her head out of the kitchen and looked towards the front door. Standing in the doorway was a single filly with a distinctive curly orange mane and a pale yellow coat.

"Carrot Top!" Pinkie exclaimed as she stepped out of the kitchen and began hopping her way over to the front counter. She gave her guest a great big smile, "I'm glad you're here, but the party doesn't start for a couple of hours, silly filly! You're way too early! Nopony else is here but me and, really, what kinda boring ol' party would that be?"

The filly in the doorway didn't seem to hear Pinkie Pie and took a few steps inside. Her attention seemed to be fully focused on Pinkie. As she got closer, Pinkie Pie gasped a little bit. She giggled, "Heehee, those sure are some spooky contacts you have in, Carrot Top! They make your eyes look all white like an egg or something. It's kinda weird. Why do you have those silly things in? I mean, it's not a costume party."

As the orange-maned filly took another step closer, Pinkie Pie noticed some other things peculiar about the pony. She was ignoring everything Pinkie was saying, her mane and tail seemed a bit disheveled, and she had a large bandage wrapped around her front right leg. She didn't know Carrot Top too well, but she was acting very strangely. Pinkie Pie's knee began to pinch, a sign that something scary was about to happen.

"Are you okay, Carrot Top? What happened? You have that bandage around your leg and I'm all li-"

Pinkie Pie was cut short by a low moaning noise that drifted out of Carrot Top's lips and hung in the air. It sounded empty, tired, weak, and, most of all, hungry. Pinkie's knee pinched harder, but she still tried to ignore it.

"Oh! You must be hungry! You could smell the cupcakes from outside, huh? Well, don't worry! I've got plenty of sugar-coated goodness to fill that belly of yo-"

Pinkie Pie was cut short once again. Carrot Top's lips curled into a snarl and she let loose an ungodly, voracious bellow. Its pure guttural tone and rabid nature made Pinkie Pie's hair stand on end and her knee scream in pain. Pinkie cringed as the monstrosity in Carrot Top's skin glared at her with her bloodshot milky white eyes.

Carrot Top sprinted at Pinkie Pie at full speed without warning, attempting to scramble over the front counter. Her teeth snapped mere inches away from Pinkie Pie's face and she uttered more guttural, violent snarls. Pinkie Pie yelped in surprise and dashed back into the kitchen. Carrot Top, finally managing to get over the counter, was in close pursuit.

((Cue music: .com/watch?v=iKwRm4SYu68 ))Pinkie Pie tried to slam the door shut, but her hellish pursuer managed to stick both a front hoof and her snout into the door. Pinkie gasped and quickly pushed against the door, trying to close it on the terror. It pushed back with brutish force and managed to work in the rest of its face. It swiveled its ghastly eyes around to meet Pinkie's terrified countenance in a petrifying glare.

Pinkie Pie felt her heart thunder in her chest and her knee felt as if a vice had been tightened around it. She quickly stammered out, "N-No! Leave me alone! Th-This isn't happening, this can't be happening, i-it's all just a really really bad dream! Yeah, that's right! Y-you're not real and all I gotta do is g-giggle at the ghostly!" She let out a quick series of frantic giggles.

The monster tried to reach its hoof towards Pinkie Pie, but Pinkie pushed harder against the door with a short scream. She let out another burst of laughter, before watching as the monster continued struggling, twisting and wrenching its leg back and forth. There was a sickening crack and a tearing sound. Pinkie Pie gasped in horror and leaped away from the door. The monster completely ignored its fresh wound and pressed open the door. It advanced towards Pinkie with a limp.

The realization swept over Pinkie like a tidal wave. She started to break out in a cold sweat and her knee wailed in agony. She started to yell, "L-Laughter isn't working! I-It's not working! It's not working!" She sped to the corner of the room.

The world began to spin. Pinkie heard something pop above her and her mane fell in front of her face, straight as could be. Her mind raced, _Laughter didn't work. But it always works! Did Granny Pie lie? She'd never lie to me! It's getting closer! Laughter didn't work! What do I do? I have to do something. Is this really happening? Is this the end? Who will throw the parties when I'm gone? Laughter didn't work! It's getting even closer! I have to do something! What do I do? It's right there in front of me! DO SOMETHING! __**LAUGHTER DIDN'T WORK.**_

Pinkie's mind finally registered the glimmer of a metallic object on the surface of the counter next to her. She felt her teeth grip its handle tightly. She heard the vicious growling of the beast nearby. She felt herself lunge forward and pull back. Something warm splashed over her chest. She felt herself repeat the motion again and again and again. She heard someone scream in her voice. Finally, something heavy hit the ground, followed by a clanging metal object, and then everything became quiet.

Pinkie's eyes grew wide, observing the act she had just committed. For a while, there was nothing but silence. Then, she felt something begin to bubble up inside of her. It started as a mere humming noise. Then, it became a hollow chuckle. Slowly, it became a giggle. Then another as it rose in pitch and length. It rose in frequency until it became shrill laughter that echoed through Sugarcube Corner. It rang out through the building and it rose higher and higher.

Without warning, it stopped. Pinkie looked out the window and saw more of those monsters. Her mouth curled into an enormous grin, probably the biggest Pinkie ever gave. Her back began to itch, another Pinkie Sense.

Everypony in Ponyville knew Pinkie Pie threw the best parties in Ponyville. That night, however, she would throw a party like none other. One that everypony in Ponyville, and possibly all of Equestria, was invited to. She had a lot of preparing to do, though.

* * *

Apple Bloom's eyes snapped open. She gasped for air and nearly collapsed to the floor. Her head was wracked with pain. Each moment of the vision came flooding back to her, every single one of Pinkie Pie's merry hops and terrified screams. Pinkie's crazed laughter rung through her ears. It made Apple Bloom grit her teeth. Breathing heavily and slowly attempting to regain her balance, Apple Bloom shakily observed her surroundings.

Apple Bloom was still in the decrepit Sugarcube Corner, albeit now it was illuminated by the pale moonlight drifting through the broken windows. All of the furniture was knocked over, the paint was worn, and the sweets had expired long ago. She was standing in the doorway between the kitchen and the storefront. The pain in her head was beginning to subside, but she could still faintly hear Pinkie's laughter.

Something whimpered near Apple Bloom. Hiding underneath an overturned chair was the little unicorn filly Apple Bloom had been following earlier. She was shivering in fright and her eyes were wide, staring at Apple Bloom.

"Hey, is everythan' all right?" Apple Bloom took a few steps toward the filly, softly addressing her.

"N-No!" the filly squealed at her, making Apple Bloom jump slightly in shock. "D-Don't come near me!"

"Whu-What's the matter?" Apple Bloom asked, concern growing in her voice.

"Y-You're crazy, that's the matter!" the filly shrieked. Apple Bloom's eyes widened.

"_Wh-What?"_

"Th-That's right, I saw you! First you passed out over in that corner and I was starting to get worried. I w-was about to see if you were okay, but then you just bounced up and started jumping around the whole room! Then you started acting like somepony else was here and you started sc-screaming. Then you ran into the kitchen a-and you started laughing! It looked like you were stabbing somepony too!"

With each word the filly spoke, Apple Bloom's eyes grew wider and her pupils shrunk smaller. She felt a lump of ice sink to the pit of her stomach as revelation sat in. She hadn't just experienced Pinkie Pie's memory, she reenacted it.

"S-Sugarcube, jes wait a minute. Ah can expla-"

The filly suddenly let out a horrified scream. She pointed a hoof towards the front door. Apple Bloom quickly turned to face the source of the filly's terror, a skinny, dark, four-legged figure standing in the doorway. Its skin barely clung to its bones and it was backed by two similar figures. All three of them had milky white eyes.

Without hesitation, Apple Bloom shot in front of the cowering filly, assuming a defensive pose. She gave a quick glance around her and quickly spotted a long-forgotten rolling pin. She quickly picked it up and held it in her mouth by one of the handles. 'T'ain't the best weapon,' Apple Bloom thought, 'But it'll have to do.'

The three figures slowly approached Apple Bloom and the filly, letting out a low guttural moan. Apple Bloom tensed up a bit and braced herself. She heard the filly behind her whimper. The figure closest to Apple Bloom stepped into the moonlight that shone through the broken window.

Apple Bloom saw that the figure was terrifyingly skinny and was missing entire patches of hair. She presumed that it hadn't eaten in ages. It had once been a stallion with a dull yellow coat. It was bearing its blood-stained teeth and glared at Apple Bloom. She refused to waver, and instead shot back a crippling glare of her own. The second stepped forward, a mare that had a similar physique and a pale green coat. The third zombie, a colt by the looks of it, hung back. Apple Bloom noted that it was slightly shorter than the other two, yet had a much darker coat.

The first zombie's moan rose into a bellow and it charged at Apple Bloom. The filly unicorn behind her let out a terrified shriek. Apple Bloom raised the rolling pin and brought it down upon the charging monster's head in one fluid motion. With a resounding crack, the rolling pin smashed over the ghoul's head. Both the weapon and the monster's skull split in half.

As the first zombie hit the ground, the second began its charge towards Apple Bloom. The third zombie let out a cringing high-pitched shriek and also began to rush towards her. Apple Bloom noticed that the end of the rolling pin was now shattered and splintered. Without another moment's pause, Apple Bloom thrust the end of the broken rolling pin upwards. It pierced through the pale mare's chin. Apple Bloom grunted and pushed harder, only stopping when she saw the other end of the pin poke through the top of the mare's skull.

Letting go of the pin and letting the pale monster drop to the floor, Apple Bloom barely had time to react to the short dark colt that was barreling towards her. As if it was instinctual, Apple Bloom turned on her front hooves, reared back, and bucked as hard as she could. She felt her back hooves connect with the dark colt's face and it was sent flying into the wall.

Apple Bloom wheeled back around, expecting the zombie to spring back up and dash at her again. She panted heavily and sweat dripped down her brow. However, as the seconds stretched into minutes, it became clear that the threat had passed. Apple Bloom blinked and grinned.

_Now that there was a mighty fine buck. Reck'n the entire Apple family woulda been proud,_Apple Bloom thought as she readjusted the charred hat on her head and wiped away some sweat.

"W-Woooow," the filly behind her said in awe. "Y-you did it. You won! Y-You... saved me."

"'Course Ah did," Apple Bloom grinned as she turned to face the filly. "Ah wouldn' want anypony to get hurt. 'Specially not such a young lil' filly like yerself, sugarcube."

"B-But... Then why were you pretending to stab somepony back there and acting all crazy?" the filly asked. She slowly began to crawl out from underneath the chair.

"Well... It's a long story. Ah reck'n we both got a lot to explain to each other," Apple Bloom said. The filly nodded her head in agreement. Apple Bloom smiled softly, _'Well, she's beginnin' ta trust me again.'_

Apple Bloom slowly approached the filly, her hooves stepping on the cold, balloon-covered floors of Sugarcube Corner. "Ah'd be happy to tell ya everythan'. But it's gettin' late and after that whole mess, Ah'm not so sure Ah wanna stay down here. Maybe it'd be best if we both hit the hay. Is it okay if'n we wait until mornin'?"

The filly paused. Apple Bloom's heart froze for a moment. She began to doubt herself and question whether or not the filly would even think to trust Apple Bloom that much. However, a long, drawn-out yawn from the filly absolved her fears.

"O-Okay, I guess," the filly said, looking up at Apple Bloom with tired blue eyes. Apple Bloom gave her a warm smile and they both began to head up the stairs for the night.


	4. Chapter 4

**My Little Zombie: Brains are Magic**  
By spidersean  
**Chapter Four**

* * *

For a moment, all that surrounded Apple Bloom was still and shrouded in darkness. Something began to shift and rumble beneath her hooves. A keening siren wailed, piercing the stale air. The mere sound of it clawed against her mind and made her squeal in agony. As the siren swelled, she felt it tear away at her mind.

The darkness gave way to a blinding explosion of white light. It's harshness burned at her eyes. Every fiber of her being urged her eyes to shut, but an ungodly force held them open. Her eyes rolled around lazily as the white sky turned red with a tidal wave of blood.

Something began to scratch at the corner of her eyes. White writing began to form in front of her. It slowly built up, scraping its way into view.

i have been watching

It vanished and darkness settled once more. She was stalking a yellow filly down the ruined city street. Her wheezy breath kept getting caught in her throat. When the filly finally noticed her stalker, she let out a scream that contested with the siren and ran away. Apple Bloom recognized who the filly was. She felt a twisted grin spread across her mouth and her lungs tightened, forcing out a series of ragged laughter. With a grim sense of thrill, she gave chase.

Once again, something clawed its way into her eyesight.

it won't work

She found herself in a rotting, worm-ridden room. Her lungs clenched harder, more laughter escaping from her grinning lips. Her eyes watered from the pain and she desperately tried to stop. Instead, she just laughed even louder. The glimmer of a nearby metallic object registered with her. Something pink was in the reflection, but she ignored it. She picked it up and plunged it into herself repeatedly, again and again, never stopping or slowing down. Her inescapable laughter continued and the incessant siren grew even louder.

_liar_

She suddenly felt herself gasp for air and release the metal weapon. The floor felt cold and damp with her blood when she collapsed upon it. The worms in the room began slithering towards her. A small, dark figure wearing a blue bow approached her. It was accompanied by an orange swirled into view, wearing a leather hat. They were both swiftly whisked away, leaving only dust in their wake. She felt tears stream down her cheeks and the siren ring in her ears.

When something began clawing it's way into her view once more, it tore and burned her eyes. She could feel blood pour out of her eyes, mixing with the tears.

**IT'S YOUR FAULT**

The worms surrounded her and burrowed underneath her skin. She could feel them crawling and writhing around inside of her. When she opened her mouth to scream, more bugs rushed in to devour her tongue. Her vision grew dark as the siren deafened her.

_wake up_

* * *

Apple Bloom shot up. She had awoken from her still-vivid nightmare in a cold sweat. Her heart still pounded in her chest. Normally, her dreams are nothing but dark empty spaces that she could never recall. However, every moment of the nightmare still clung to her memory with a vice grip. She could recall even the most minute of details.

Apple Bloom quickly took in her surroundings. She was standing in the middle of Pinkie Pie's abandoned, barren room. All of the furniture had been removed long before she had decided to sleep there, so she had been sleeping on the floor. A slate-gray unicorn filly dozed peacefully near her, blissfully unaware of Apple Bloom's state. The blue bow in the filly's messy pitch black mane reminded her of the nightmare and made her shudder. However, the normalcy of things made her breathe a sigh of relief.

She cast a glance out of the single window in the room. The sun was just beginning to dawn on the horizon, covering the city in a pale white glow. There were no birds to merrily ring in the morning, however. She could only hear the distant cawing of crows. Apple Bloom reached into her brown saddlebags and withdrew her watch once more.

"Nine forty-two," she read softly. "Ah guess it's a good enough time to wake up as any." She put it away and began to gently nudge awake the sleeping filly. "C'mon, sugarcube. Rise 'n shine."

A groan escaped the filly. "Aw, come on... It was just getting to the good part," she said between an enormous yawn. She looked up at the older filly with heavy blue eyes. Apple Bloom chuckled. Reluctantly, the younger filly got to all four hooves.

"We got ourselves a big day ahead of us an' Ah don't think Ah wanna stay here for too much longer. So let's hop to it," Apple Bloom said with a smile. The filly responded with another yawn and a dreary nod. "If we hurry, we might rustle up some breakfast." That perked the unicorn up. Apple Bloom let out another chuckle and both fillies began to leave Sugarcube Corner.

* * *

"You never told me why you were acting crazy yesterday," the little unicorn said after she swallowed her last bite of grass.

Apple Bloom finished the mouthful of grass she had been working on for the past couple of minutes. It was long dead and probably provided no intrinsic nutrition, but it was something to keep her stomach busy for a while. The entire time she had been eating her meaningless breakfast, she'd been mulling over how to explain things to the younger filly who now looked up to her with curious blue eyes.

"Well, to be honest, Ah'm not really sure," she began. "Ah reckon Ah was seeing things that weren't really there."

The gray filly tilted her head slightly in confusion. "Seeing things? Like what?"

"Well, shucks. Ah thought the room had fixed itself and everythin' went back to the way it was long ago. Ah thought Ah saw a zombie too. Ah even thought..." she hesitated slightly. A breeze pushed gently past them. "Ah even thought Ah was somepony else."

"Somepony else? Who?"

Apple Bloom gritted her teeth. "Not somepony Ah particularly care for... It don't matter none. The point is, mah mind was playin' tricks on me. Thinkin' things that ain't true."

"But... Why would your mind do that?" the filly asked, raising a black eyebrow.

Apple Bloom sighed, "Because Ah made mah mind do it." She took note of the confusion growing upon the filly's face. "Ya see, Ah have this friend named Twilight Sparkle. She's an amazin' unicorn, super smart, an' probably the most talented mare in all Equestria. Ah've known her even before the Infection came. She was Princess Celestia's favorite student. She wasn't too social, so Celestia sent her here to Ponyville. Soon enough, she was friends with everypony in town.

"When the zombies came, she tried to find a cure. She studied an' studied an' studied. Ah don' even think she slept, she was so fixed on findin' somethin' to fix it. It eventually got to be too much for her on her own. Ah told her Ah was willin' to do anythin' to help her, anythin' at all.

"She told me that she needed to know what caused the Infection to happen." Apple Bloom pulled an empty vial out of her bag. "So, she gave me this here purple potion an' told me to drink it here, in Ponyville. She told me a bunch of sciency, magicky mumbo-jumbo explainin' how it works. Basically, it messes with yer head an' lets ya relive certain memories, even if they ain't yer's."

The little slate-gray unicorn stared at the ground, absorbing all of the information. The wind began picking up, pushing against them hard now. "...So, basically," she began, "you're here because you want to find out what happened that cause all of this. And you drank a potion that lets you see into the past?"

"Yeah, uh, Ah reckon that's right."

"Well... I guess that makes sense," the filly said. She didn't sound too convinced. "That explains why you're here. Can it happen anytime? Does it make you go crazy every time?"

Apple Bloom shook her head slowly. She raised a hoof to lift up her hat and scratch the mess of red hair underneath. "Nah. Ah think Ah went crazy because the person Ah had a vision of was crazy. If Ah remember correctly, Twilight said it only happens in specific places. An' that ah'll know where an' when to go. But honestly, if ya hadn't showed up an' led me there, Ah reckon Ah'd never find it."

Apple Bloom suddenly blinked, remembering the question she had meant to ask for the longest time. She lowered the hat back onto her head. "Which reminds me..." she began, "how did y'all know where to go? What are y'all even doing here? These parts ain't right for somepony as little as you are. Who are you?"

The smaller filly sighed a little before speaking, "Okay, I guess it's only right if I tell you my story too. The truth is, I've always been here. This town is all that I can remember. I know which places are safe and which places aren't. I've always known the right places to go, even if I have no explanation why. I'm just always able to tell where I need to be." The filly smiled a little bit,"I guess you could call it my special talent."

Apple Bloom took a step back, "But this place is so dangerous! How in tarnation did y'all manage to survive on yer own?"

"I wasn't on my own," the filly explained, "There were quite a few more fillies and colts about the same age as me that helped me out."

"Ya mean there are more survivors?" A smile began to form on Apple Bloom's face. She turned to trot off in a random direction. "Well, what are we waitin' here for? Let's go see the-"

"They're all dead now," the filly interrupted Apple Bloom. The smile on her face instantly vanished. The one glimmer of hope she had was smothered in those four words. She slowly turned to face the filly again. The unicorn bore a countenance of sorrow.

After a moment of silence, the unicorn spoke once more. "We were a great team, though. Three fillies, two colts. Since none of us knew what our parents looked like, much less what they called us, we never really had names for each other. We all found different colored ribbons to help identify each other." She briefly gestured towards her large, slightly-tattered bow. "I was called Blue. My job was to lead everypony and show them where to go. I'd be able to find food, shelter, you name it. All because of my special talent."

"Green was a very smart filly. She taught us all kinds of things. How to read, write, count, and even how to survive. Red was a very strong pegasus and the oldest out of all of us. He helped us fight off all of the zombies and taught us how to defend ourselves. I never liked fighting, so I never learned from what he taught me. He got mad at me for that a lot.

"Pink was a very kind unicorn. She'd never get mad at any of us and healed us when we got hurt. She was best friends with everypony and could always calm ponies down if they got too upset. Yellow was a colt who made us all laugh. Even though we were in the worst situations, the things he would say would make everyone happy. He was the youngest of the group and was good at sneaking around and fitting into places the rest of us were too big for."

Apple Bloom approached the filly as she spoke, a frown growing upon her face. She asked the unavoidable question that had been gnawing on the back of her mind, despite the dread she feared the answer would bring. "What happened?"

The filly with the blue bow hung her head low. "I failed them," she said simply, her voice cracking. She continued, "One night we were looking for a new shelter and I lead them to a cave. Something was telling me that it was a horrible decision, but it was safer than anywhere else. When the rest of us were asleep I heard something deep in the cave. I tried to wake the others up, but it was too late."

The filly clenched her watering eyes shut and turned away, "I lead them into an infected manticore's den. I managed to run away, but everypony else was ripped apart." She looked back up at Apple Bloom. "I lead them to their deaths, Apple Bloom. I killed them."

"Aw, sugarcube... C'mere." Apple Bloom nuzzled the young filly with the blue bow closely and she reciprocated with greater strength. That's all they did for a long, long while. Eventually, the younger filly's sobs subsided. She pulled away from Apple Bloom and looked up at her with a faint smile.

"Thank you, Apple Bloom." She rose a hoof to dry her tears, "It's been a while since I had somepony to talk to."

"Aw shucks, anytime for a friend. Where should we head off to next, Blue?"

The filly shook her head, "No. Not Blue. Not since that night."

Apple Bloom gave the filly a frown, "Then what the hay am Ah supposed to call ya?"

The only response garnered from the younger filly was a shrug and a small smile. "I'm sure you'll figure something out."

Something cold and wet plopped onto Apple Bloom's nose before she could respond. A moment passed before the she felt the same sensation, this time on her blank flank. Her gaze turned upwards toward the sky and was met by a large gray cloud dominating the sky. As if on cue, a sudden downpour descended upon them. A bright flash and a loud clap of thunder cut through the air. The wind let loose a shrieking howl in response.

"Rainstorm! An' it's a biggun, too!" Apple Bloom yelped, trying to hold on to her hat. "We should find a place t-"

She stopped herself short. The filly she was addressing was nowhere to be found. Her eyes widened and whirled around, trying to find the filly. A dark mist had engulfed her, severely reducing her range of vision. The rain had gotten in her eyes, making lashes stick together.

She called out for the filly again and again, frantically searching around her. In the distance, she heard a siren wailing and echoing in the midst of the monstrous storm. Without any of the pegasus ponies to clear the sky, weather like this often ran rampant, appearing without warning and vanishing without trace. A chill went up her spine and she stopped dead in her tracks.

Slowly, she turned around. A flash of lightening illuminated her surroundings. She was only able to make out one thing: a mare with a bone-white coat. She was tall, taller than anypony should be, as well as skinnier than anypony should be. Her rows of razor-sharp teeth stretched into a grin that defied pony limitations. Most disturbing of all, however, were her two empty eye sockets that somehow seemed to be fixated on Apple Bloom.

Darkness instantly encompassed Apple Bloom once more. She desperately scanned her surroundings for a weapon, the filly, and, most importantly, where that _thing_ was. But the darkness had returned so quickly that she wasn't able to see a foot in front of her nose. Breath caught in her throat. Her heart pounded in her chest. A dull, aching pain in the back of her head made itself known. The siren in the distance rose again.

Another flash of lightening. She wasn't able to find the pale mare anywhere, but she did manage to see something. Next to her shadow stood another, towering over the familiar shape. It was scrawny and tall, but it dwarfed Apple Bloom's shadow. _She's right behind me._

Apple Bloom screamed as loud as she could. She felt something wrap around her legs and pulled tight, rooting her to the spot. Something began to crawl all the way up her spine.

"Apple Bloom!" Another flash of light, though this time not from the skies above. The radiant, continuous light was coming from the horn a little unicorn with a blue bow. It shone so brightly that Apple Bloom felt the need to shield her eyes. Whatever was constricting her released its grasp, enabling her to sprint toward the filly.

"Hold on, Ah'm-a comin'!" Apple Bloom hollered through the howling wind as she got closer to the drenched filly.

"Quickly, follow me!" The filly yelled back. She turned and began to run off in the other direction. With renewed haste and an extreme desire to get away from whatever was stalking her, Apple Bloom quickened her pace. Against her better judgement, she cast a glance over her shoulder as she was running away. There was no sign of the mare whatsoever.

"Where are we goin'?" Apple Bloom called out to the filly.

"Someplace safe!" the filly's voice called back.

* * *

"C'mon, get inside! You're just gonna keep getting wet out there," the unicorn with the jet-black hair repeated to Apple Bloom. While she had gotten inside the moment she could, Apple Bloom simply stood staring slack-jawed at the building.

"What's the hold-up? This place is safe! I've been here loads of times."

Apple Bloom continued staring at the building in front of her. Its cherry-red paint had faded and peeled from its wooden structure. One of the walls had been torn right out. A thick layer of ash and soot covered the exterior.

"My old schoolhouse," Apple Bloom finally managed to say. "Ah cain't believe it's still here." She took a few tentative steps inside. The filly smiled, nod doubt happy that Apple Bloom finally decided to come inside. The hallway that she entered seemed more narrow than when she was a filly. Lockers still lined the hallway, but they were accompanied by broken pieces of wood and creeping vegetation.

There were only three doors in the hallway. Apple Bloom recalled from memory that the one closest to her lead to a bathroom, the door at the end of the hallway lead to the playground, and the last one led to a large classroom.

Apple Bloom turned to speak to the younger filly, but found that she had already wandered off to investigate one of the rooms. With a sigh, Apple Bloom began to head down the long, narrow hallway. Without the unicorn brightening the path, the hall seemed a lot darker than it was. Shadows danced against the walls and encircled her.

With each step she took, the aged floorboards groaned loudly in protest. The shadows continued to to grow darker and thicker. This, combined with the narrowness of the hallway, seemed to smother Apple Bloom. Her breath drew short and shallow. Nevertheless, she continued down the tight hallway.

The cheery voice of the filly called from the classroom. "Hey, Apple Bloom. Come here, I wanna show you something."

"Alright, what's up?" Apple Bloom said as she took a few cautious steps inside her former classroom. "Whoa! What in tarnation?" The unicorn, who illuminated the room with her horn, stood with a hoof pointing at the ginormous rusted school bell that laid in a small crater in the center of the room. A hole in the ceiling, most likely caused from the bell's collapse, cause water to cascade down in a waterfall circling the bell.

The room itself was flooded; the water rose ankle-high to Apple Bloom. The desks had all been either crushed by the bell or near one of the doors. Old pencils and chalk floated alongside dead rats. The broken windows on the walls of the classroom didn't help matters at all.

"Wait a minnit, what's that outside?" Apple Bloom said, gazing out one of the windows at the playground she used to play on. Near one of the swings stood a wooden plank, planted in the ground and unwavering in the storm.

"Oh," said the filly, growing somewhat somber. "I think that's a grave. Somepony's buried there."

Apple Bloom turned to face the filly. Her countenance quickly turned grim, "Do ya know who it is?"

"N-No. I never really read it, so I don't know."

"Please take me out there. Ah need to see who it is. Please." Apple Bloom's expression remained grim, but her orange eyes implored with the filly. With some hesitation, the filly agreed.

* * *

The rain had slowed to a light drizzle, but the wind continued howling in Apple Bloom's face. It stung for her to keep them open, but she kept staring at the plank of wood in front of her. She dared not take her eyes off it.

Slowly, she raised her hat off of her head and pressed it close against her heart. In the light of the young unicorn's glow, the grave read one word that had been messily etched into it:_ "Scootaloo."_A crudely drawn heart lay beneath it. The wind howled in anguish and the rain soaked the two fillies to the bone.


End file.
